The Companies Act 2006 (’the Act’) imposes a legal obligation on company directors to file accounts for a company for each relevant accounting period and failure to do so constitutes a strict liability offence under s.451(1) of the Act which may result in prosecution and director disqualification proceedings.
The Law | Kangs Company Procedure Advisory Solicitors
The Act provides at s.451(1).
“If the requirements of section 441 (duty to file accounts and reports) are not complied with in relation to a company’s accounts and reports for a financial year before the end of the period for filing those accounts and reports, every person who immediately before the end of that period was a director of the company commits an offence.”
Potential Defences | Kangs Companies Act Offences Defence Solicitors
The Act provides at s.451(2):
“It is a defence for a person charged with such an offence to prove that he took all reasonable steps for securing that those requirements would be complied with before the end of that period.”
Accordingly, a director may successfully pursue such a defence if it can be demonstrated that all reasonable steps were taken to file the accounts on time.
Additionally, s.1157(1) of the Act states:
(1) If in proceedings for negligence, default, breach of duty or breach of trust against—
(a) an officer of a company, or
(b) a person employed by a company as auditor (whether he is or is not an officer of the company),
it appears to the court hearing the case that the officer or person is or may be liable but that he acted honestly and reasonably, and that having regard to all the circumstances of the case (including those connected with his appointment) he ought fairly to be excused, the court may relieve him, either wholly or in part, from his liability on such terms as it thinks fit.
How Can We Assist? | Kangs National Criminal Defence Solicitors
Any company officer faced with any allegation of a breach of company laws and procedures should seek immediate expert guidance.
The team at Kangs Solicitors help clients facing Proceedings of this nature and other breaches of company law issues on a daily basis.
If you require assistance, please do not hesitate to contact our team through one of our undermentioned solicitors who will be happy to assist you: